African Gold Shareholders Endorse Montage Gold Takeover with Near Unanimous Vote

Shareholders Vote Overwhelmingly for Montage Gold Acquisition

African Gold Ltd (ASX:A1G) shareholders delivered a decisive thumbs-up to Montage Gold Corp’s (TSX:MAU) proposed acquisition, voting with 99.95% proxy support in favour of the share scheme of arrangement at a Perth meeting on 13 April 2026. Optionholders followed suit with unanimous backing for the related option scheme, which will cancel existing African Gold options in exchange for new Montage options on a one-for-approximately-16 basis.

The scheme offers African Gold shareholders 0.0628 new Montage shares for each African Gold share held, reflecting a premium to recent trading prices before the deal was announced. This exchange ratio also applies to options, with new Montage options issued on similar terms but adjusted exercise prices. The strong proxy support signals broad investor confidence in the transaction, which would see African Gold delisted from the ASX and become a wholly owned subsidiary of Montage.

Board and Independent Expert Endorsement Reinforce Deal Momentum

The independent expert, BDO Corporate Finance Australia, reaffirmed the fairness and reasonableness of the schemes following a review of updated FY25 financial results from both companies. African Gold’s independent directors unanimously recommended voting in favour, subject to no superior proposals emerging and court approval. Together, the directors hold over 10% of African Gold shares and nearly two-thirds of options, all of which they voted in favour.

This strong alignment between management, independent advisers, and shareholders builds on previous confirmations of the deal’s merits, including the African Gold Directors Back Montage Deal After Independent Review published just two weeks prior. That article highlighted the directors’ consistent support and the expert’s positive opinion, which helped set the stage for today’s meetings.

Next Steps: Court Approval and Potential Challenges

With the necessary majorities secured, African Gold will now seek orders from the Supreme Court of Western Australia to approve the schemes at a hearing scheduled for 17 April 2026. The court’s blessing is the final regulatory hurdle before the transaction can be implemented. Shareholders and optionholders who oppose the schemes have until one day prior to the hearing to file a notice of appearance and supporting affidavits.

The board is currently unaware of any obstacles that could derail the process, but the possibility of a superior proposal or legal challenge remains an open question. If approved, Montage will consolidate its position as a significant gold producer with a growing portfolio anchored by the Koné Project in Côte d'Ivoire.

Implications for African Gold’s Future

The acquisition marks a pivotal moment for African Gold, ending its run as an independent ASX-listed company. Shareholders will transition to holding securities in a TSX-listed entity focused on multi-asset African gold production. The deal reflects broader consolidation trends in the gold mining sector, where scale and asset diversification are increasingly prized. Investors will be watching closely as the court date approaches and integration plans unfold.